XCOM: Phoenix
by Beastrider9
Summary: The XCOM project has failed. The Aliens seem to have won, but just because the Council says XCOM is no more, does not mean the soldiers who risked there lives will stop fighting. XCOM may be over, but if the Commander has anything to say about it, it will rise from the ashes like the Phoenix of old. Based around XCOM: Enemy Within
1. The End or is It

So I was playing impossible Ironman on XCOM Enemy Within. I'm barely keeping my soldiers alive and I lose countries left and right and just after I got a good batch of Psionic soldiers Australia decides to cut funding for the XCOM project. Unfortunately I already had 7 countries that did the same thing and I lost. After raging at my Xbox 360 as if it was it's fault, I began to wonder. If XCOM is no longer around, what happens to all those genetically modified/cybernetically augmented/Psionic soldiers. Do they take it lying down, then I realize the answer is no. They keep on fighting because they were built up to do it, they know they can't stop fighting just because The Omniscient Council of Vagueness who secretly rule the world from a poorly lit room tells them to 'stop it'. Sure they won't be organized, but these are the guys who assaulted an alien battleship mid flight and won. I had an idea and now I am bringing it to Fanfiction, I hope you enjoy it.

Disclaimer: I shall only say this once, I do not own the rights to XCOM Enemy Unknown or XCOM Enemy Within, or any of the XCOM games really.

* * *

**Chapter 1- The End or is It**

Bradford knew this was probably the end, Australia may have just doomed the world after they pulled funding. The soldiers just barely made it back during a terror attack in Sidney. Dozens of Heavy Floaters, Chryssalids, and a Sectopod forced a tactical retreat. The commander was not happy about it either, but some of his best men were getting slaughtered. He made the call knowing the consequences. As the Sky Ranger made it's way home, the commander had gone to the Hangar for the last time, probably to talk to the men , Bradford thought. Currently Bradford, Dr. Vahlen, and Dr. Shen stood waiting for the inevitable. Then the screen came on.

The council spokesperson sat in a dimly lit room flanked by two guards who were just as hidden by the shadows. Bradford watched with dread as the man began to speak.

"The inability of this project to maintain the support of several crucial council members, has greatly reduced the effectiveness of both entities. This undertaking was the product of an ill-conceived plan, a series of simple misunderstandings, met with an overzealous response. We believe the best course of action now is to cooperate with the aliens for the betterment of all mankind", said the Council Spokesperson.

"We are of one mind about this. The path ahead is clear"

With that the spokesperson pressed a simple button and all of XCOM lost not only it's funding, but it's power.

Dr. Vahlen, Dr. Shen, and Central Officer Bradford looked down in defeat as there work was literally cut off with the push of a button. There was a long silence before Dr. Vahlen looked up.

"What now?"

"I don't know", said Bradford, his voice low.

"So that's it, the aliens won", said Shen with a hint of anger in his usually calm voice.

Dr. Shen looked down at XCOM base with grief. He oversaw the original construction of XCOM Headquarters, and put years of his life into it's construction before becoming the head engineer.

"It seemed like it would never end", said Shen.

Dr. Vahlen watched as the entire base simply shut down, month's of work gone in a moment. As a group Vahlen, Shen, and Bradford went to the lift, it was sill working at the moment with the backup power. They watched as the Alien containment unit shut down, trapping a captured Ethereal in the walls, it was not the first one they captured alive, in fact the only reason it was captures was because a solder had run out of ammunition and rather than try and reload, the soldier grabbed his Arc Thrower and hoped for the best. It worked, and the soldier lived while they gained a second Ethereal captive.

The tall alien seemed to look around with something akin to triumph. Bradford looked to the beast and glared at it, pouring all his hate into his gaze. He gripped the rail in front of the cell and just stared at the still alien that hovered in containment before a thought occurred to Bradford.

Bradford looked to Dr. Shen.

"How much power do we have left", asked Bradford.

"Enough to keep several systems online for at least a day, all major facilities are down but we can reroute power to any one to use at least once", said Shen.

Bradford nodded before turning to Dr. Vahlen.

"XCOM may be over, but at the very least, I say lets deliver one last blow to the aliens", said Bradford.

Dr. Vahlen smiled.

"I'll begin the final interrogation process", said Vahlen.

The Ethereal watched in fear as the containment unit once again came to life, and the glass that gave it view of the outside world was blocked by massive metal doors. Then it's world erupted in pain.

On the other side Bradford watched as the Doctor did her work, analysing the images that passed through her tablet PC. Bradford didn't know what they would find, the first Ethereal resisted the process as best it could, and Bradford could guess this one was doing the same. Then Vahlen stopped cold with her eyes narrowed.

"What is it Doctor", asked Bradford.

In response Dr. Vahlen showed an image of the council spokesperson. And behind him was a Sectoid Commander. The two guards next to him during his brief with them were Thin Men. Vahlen looked to the others, the message was clear. The Council was under alien control.

"Those bastards", said Bradford.

"How did the Ethereal know about that", asked Shen.

"It could be a psionic link of some kind, but that is merely speculation", said Vahlen.

"We need to show this to the commander", said Shen.

"XCOM may be gone, but we still have a duty to uphold, we may not have our base, or our resources, but we cannot stop fighting, not when we know for a fact our superiors are being controlled", said Bradford.

"I agree"

They all turned to the man walking towards them and each one straightened up when they saw him. Their Commander. Bradford saluted the commander before the commander waved him off.

"At ease Bradford, I am no longer your commander"

Bradford looked down with slight depression.

"What do we do sir", asked Bradford.

"We can't stay here, right now our priority is getting our men out of here, make the council and the aliens think we complied and have given up as well. Make them think that we don't know the truth, then we get back to fighting the Aliens", said the Commander.

"Without funding there isn't much we can do. It won't be long until the aliens or the military send in soldiers to kick us out, I say we have hours, if that", said Dr. Shen.

"Not to mention there is little we can do at the moment without power", said Dr. Vahlen.

"I have a plan, you three remember the mission the council got us to do, to rescue one General Peter Van Dorn", asked the Commander.

They looked to the Commander with confusion before he spoke.

"I called him in, after we rescued him, he promised he would help us any way he could. I took him up on that offer, it isn't much but I got us a second chance. I'll get everything set up, you three go home and wait, I will be coming, it may take months but I will figure out something. This fight isn't over, not as long as I am alive", said the Commander.

The commander walked away.

"Where are you going sir", asked Bradford.

"The Hangar, trust me I know what I am doing. Though you may want to get out of here fast, grab what you can. I am going to draw a lot of attention to myself. Vigilo Confido", said the Commander with a smile.

* * *

_2 Months Later_

Shaoji Zhang looked down over the balcony. His cybernetic arms hidden by his clothing, a long sleeved suit and gloves While loose fitting jeans hid his legs. He was thankful XCOM at least let him keep the base augmentations. After that damn Cyberdisk blew off his arm and he volunteered for the MEC program it was the least they could do. Zhang watched as several men calmly walked down the street, there were three of them, a number so small caused him to sigh, he was almost insulted by it.

He knew them of course, after all they were his former employers, the Triads. Zhang looked at his plasma pistol and smirked, it was one thing he was able to steal before he and all the other soldiers got kicked to the curb by that 'council of dumbasses', as some of the soldiers called them.

Zhang carefully moved next to his door. His pistol primed and aimed. He was ready for the door to open. The green glow of the elerium core cast an eerie light over his face as he waited. For what seemed longer that it probably really was he waited. Then suddenly there was a loud bang and his door was kicked in. He pulled the trigger and the unfortunate bastard who chose to kick said door was propelled back with a hole right between his eyes.

Zhang then began to move, he flipped and shot out with his arm, which now sported several knives welded to his forearm and he slashed the seconds guys neck with ease before bringing up his pistol and hitting the last guy upside his head, he fell like a ton of bricks unconscious and useless.

"Well, that takes care of that", said Zhang before he picked up the unconscious man and brought him to his bed.

He looked back to his door, and glared. That door alone cost 5,000$ This moron would pay for that with interest. Zhang tied the mans arms and legs to the bed posts before taking out a simple wooden chair, taking a seat, and waiting. He polished his pistol as he did, idly wondering what he should say when the man woke up, living around several testosterone fueled soldiers would make anyone a master of what they called the Schwarzenegger one liner, unfortunately Zhang never really got a hold of it. Zhang didn't have to wait too long before the man woke up in a daze.

"Knock Knock", said Zhang making a note that his one liners could use some more work.

The man was instantly drawn to Zhang before he shut his mouth. Zhang examined his pistol before looking to his captive, he was young. Like Zhang was when he started. Though Zhang knew how to handle the young and over zealous.

"The quiet type, huh", said Zhang as he pointed with his plasma pistol to the missing ring finger on the mans hand.

"I see that was not always the case, good. Now you and I are going to have a little chat, and then you will die how does that sound", said Zhang calmly with a smirk.

in response the man spit in Zhang's face. Zhang wiped the spit away showing the man his cybernetic arm with welded on blades before he turned to the man.

"You should not have done that", said Zhang before he brought the bladed arm to the mans other ring finger.

* * *

"On your right", screamed Matthew "Alecto" Hawkings.

Annette Durand quickly responded with a Mindfray to the nearby Sectoid before it had a chance to shoot back. She dove into cover as she began breathing deep.

"You ok Annette", asked Said "Megaera" Tariq.

"I'm fine, where's Fatima", asked Annette.

"Sis is probably ripping someone's mind out right now", said Megaera

The sound of a dying Muton caught there attention. Fatima "Tisphone" Tariq, Megaera's sister had just used her own mindfray against the last Muton before walking towards them calmly.

"There dead now", said Tisiphone with a look of satisfaction as she looked down at the dead Muton.

"The Furies strike again", said Alecto.

"Hoo ra", cheered Megaera.

Annette smiled before she kicked the dead Muton to the side. The Furies as they called themselves were all psionics, it was thanks to XCOM they were freed before the aliens did who knows what to them. To bad not two days went by after they all finished at the Psionic labs and doing only one mission, the XCOM project failed.

"I miss our laser guns", said Alecto.

"They were plasma Alecto", said Megara.

"Same difference", said Alecto with a shrug before he lifted his hand to reveal the familiar purple glow of psionic energy.

"At least we still have our mind raping powers", said Aletco before he canceled the surge of power.

"Whatever, we should get out of here before more freaks show up", said Tisiphone.

"I heard that", said Megaera.

Annette smiled before she began picking up the pieces that remained of the aliens guns, she may not have known how to do anything with them, but she was sure they would come in handy.

"Where is Sparky anyway", asked Megaera.

"The stupid thing probably got stuck again", said Alecto.

As if hearing them a single alien drone flew towards them. This one painted red and gold. A keepsake from there First and only mission together with XCOM where Annette used an Arc Thrower to capture the drone, they kept it around ever since.

Annette looked at the drone for a second before she walked over to the Furies. Each one celebrating their third near death escape this week after the aliens tried to capture them once again, much to their continued annoyance. Though each having their own psionic abilities made dealing with them that much simpler, especially taking in the training they got at XCOM before it went belly up, no matter how limited it was.

The whirling sound of a nearby UFO flying overhead broke Annette from her thoughts.

"Think we should get back to the Shop", said Annette.

"I'm with you, lets get the hell out of here", said Megara.

"Whatever", said Alecto.

The Furies and there drone left to head to the Shop, a simple body repair shop owned by Alecto's parents when they were still alive. It served as there sort of base for now. Annette sat down with a sigh as Aletco went to the fridge and began tossing beers to everyone, who all were able to catch the can without looking, a side effect of there psionic abilities was being in sync with each other at all times.

Aletco jumped on a couch ignoring Tisiphone's protests as he laid his legs in her lap.

"Yo, I'm not a foot rest asshole", said Tisiphone.

"Can't you two ever get along, you're giving me a headache", said Megara as he massaged his head.

"He started it", said Tisiphone.

"Don't make me end it", said Megaera.

"What, come on bro, he's the one being an ass", sais Tisiphone as she pointed to Aletco.

"You know you love me, I am in your head half the time after all", said Aletco.

"Idiot", said Tisiphone.

Annette rubbed her head in exasperation, though inwardly she smiled, it was good to have her friends back, even if they were fighting against hostile aliens near daily. Megaera sat in a chair as he turned on the news. An alien terror attack hit Ney York again, and yet the combined world governments still tried to ally with the aliens, claiming that the attacks were done by the Chryssalid which were more animals than anything. Why said animals never seemed to attack the aliens and only focused on humans was never explained, not that it needed to be. Not when most world leaders were mind controlled daily anyway.

Annette took a look at her own beer before chugging it down and crushing the can with her mind. She sighed as a slight buzz came over her. Sparky flew around them in increasingly annoying patterns, or at least annoying to Annette, everyone else just ignored it.

"What do you think happened to all those guys who got upgraded", asked Aletco.

"Probably the same as us, keep fighting, damn the Council", said Megara.

"Wish we got a chance to get one of those Gene mods, that invisible thing would have been really useful right now", said Tisiphone.

"Remember when Vahlen asked if she could cut open our heads right before the psychic tests", said Megara.

Annette smiled.

"Didn't you threaten to put a restraining order on her", asked Annette.

"What, that woman scares the shit out of me. You saw what she did to that Muton, thing looked like it pissed itself when it saw her, I think it was an elite to", said Megara.

"Yeah, not like the bastard didn't have it coming anyway", said Tisiphone.

"Is it bad that I kind of miss it all. Vahlen arguing with Shen, Bradford coming seeing us personally after a mission. The Commander awarding us those medals for hitting a Thin man from 300 yards, maybe that was just me", said Aletco before he got quiet and started to laugh.

"The Commander. Now that guy was badass, the whole XCOM project just got shut down, and what does he do. He steals a Firestorm equipped with a Fusion Blaster and high tails it outa there blowing up three alien ships before he drops off the radar, I don't think they found him either. I hear he's America's most Wanted at the moment", said Aletco.

"More like the worlds most wanted", said Annette.

"Whatever, either way I know for a fact he is still fighting, just like us. You don't do something like that if you intend to just give up", said Aletco.

"He's still one man, he may be crazy, and have a Firestorm, but that's pretty much all he's got", said Megara.

"Thank you Captain Buzzkill", said Aletco.

"Bro's got a point Aletco, he's just being a realist", said Tisiphone.

"What do you think he's doing right now", asked Aletco ignoring Tisiphone's comment much to her growing anger.

"Who knows, but I hope he's killing those alien bastards", said Annette.

* * *

Jake Phillips was a gene modded sniper, unfortunately when XCOM had gone dark he was on a Covert Mission to get the last data to find EXALT HQ. He had nothing but a Plasma Pistol and a Nano-Fiber Vest. He clung to the wall unseen by the EXALT soldiers who were looking for him in the same room. Jake kept quiet, one sound and no amount of invisibility would hide him from these fanatical psychos.

Jake watched as they moved to the next room . With there backs turned Jake made a run for it, using his increased leg strength to leap up out of a second story window, crashing through it alerting the men behind him. Though he was able to land on his feet and start running.

His two Hearts beat in sync as he ran from continued laser fire only able to avoid it thanks to his continued leaps onto buildings and getting into cover and becoming invisible. He watched as the EXALT soldiers moved around looking for him, each using there own genetic enhancements to follow him.

With his eyes increased dept perception Jake was able to see them clearly, regardless of their distance, which thankfully was far away at this point. Jake took a sigh of relief as he got low and crawled to the other end of the building. He was really missing his plasma sniper rifle right now, and he knew unlike the other times he went covert against EXALT he would have no help arrive to extract him and get the data.

Jake had five mods to himself, all focused around stealth or anything to aid in his sniping abilities. Though he did choose two hearts if only because it sounded cool, and a backup was never not a good thing. Neural feedback was his other mod, one that saved his life against more than one Sectoid Commander.

Jake stood up as he jumped clean across the building to the nearest one, at this point his mission was over, and it was just a fight for survival against EXALT, who were hot on his tail. He moved to cover once again as an Elite heavy landed not ten feet away after being dropped in by a chopper.

Jake looked at the man's sickly skin, a result of his own mods called Iron skin by the doc's back at XCOM. The sickly yellow orange glow around his skin made him stand out, easy to see and thus shoot, but Jake knew better than to gamble with shooting the man, especially with that particular gene mod. So, Jake waited for the man to think he was gone.

Jake then watched as the door to the roof opened and an EXALT sniper moved toward the heavy. Jake looked at the man's laser sniper rifle before getting an idea. As the two prepared to head downstairs Jake took the shot. He disabled the Heavy's gun before sprinting toward the sniper, pistol whipping him and grabbing his laser sniper rifle. He pointed point blank at the Heavy and pulled the trigger. A beam of red hit the man and he hit the ground like a puppet with his strings cut, before Jake used the rifle to bludgeon the sniper to death. All in all it took less than a minute to get a brand new sniper rifle, and two dead EXALT. Jake smiled at his new rifle.

"Must be my Birthday", said James before leaping to another building before more EXALT showed up.

* * *

Bradford moved carefully through his home. When he arrive not to long ago, he found his door unlocked. He grabbed the pistol in his glove box as he moved through his home. He scanned the area carefully as he walked. He looked around and saw nothing out-of-place, though he did not let his guard down, no telling who or what was inside his house right now.

Moving to the stairs Bradford aimed his gun upwards preparing for anyone dumb enough to pop out of nowhere. He stepped carefully, and close to the wall to prevent the wood from creaking. Seventh step was always creaking if you weren't careful.

Once Bradford made it to the top he looked to see his bedroom door open, and there was someone th his bathroom. Taking slow and careful steps Bradford moved to his room, just as someone stepped out of his bathroom. He lowered his pistol at surprize of who it was.

"Dr. Vahlen?", said Bradford confused.

The doctor smiled.

"Sorry if I broke in, I couldn't find a key", said Vahlen.

Bradford looked at the questionably sane woman before pointing out the obvious.

"You could have waited outside, or just came bask you know. Why are you here anyway. shouldnt' you be in Germany right now", asked Bradford as he put his pistol on the dresser.

"Maybe, but I was hoping you met with the commander, I have made a breakthrough", said Vahlen.

Bradford,s head fell before he shook his head.

"Not since he took off in a Firestorm", said Bradford.

"Yes, that was surprizing", said Vahlen.

"What is this breakthrough exactly", asked Bradford, intrigued considering she thought it important enough to break into his home.

Dr. Vahlen proceeded to calmly walk back into Bradford's bathroom like she owned the place and came out with her Tablet PC. Bradford only stared blankly at the woman's audacious nature before she went over to Bradford.

"I take it you decided to keep that as well", said Bradford pointing to the tablet.

"Amung other things. I've had to gather specimens myself, but I couldn't allow my work to go", said Vahlen before looking to the pistol on the dresser.

"No plasma", said Vahlen.

"No, call me old-fashioned, but I like a good slug thrower, though I did keep a few keepsakes", said Bradford.

Dr. Vahlen nodded before she handed the tablet to Bradford.

"What is this", asked Bradford.

"I was able to successfully capture a live Thin Man. Using what I knew about the alien physiology, and Psionic technology what limited research with the Ethereal device, I found something interesting", said Vahlen.

"You caught a Thin Man, how?", asked Bradford.

"Very carefully, now watch", said Dr. Vahlen before she tapped on the tablet.

It began playing a video of a Thin man strapped to a bed by a liberal amount of rope belts and duct tape. A bandana was tied over its mouth probably to prevent it from spitting its poison. Suddenly Dr. Vahlen stepped next to the Thin Man who was struggling against its bonds looking quite fearful at the woman over it.

"Subject TM 042, now would you kindly explain what the purpose of the Ethereal device is", asked Dr. Vahlen while showing the Thin Man a picture of said device.

The Thin Man glared at Vahlen before it redoubled it's struggling, though to no avail.

Then Bradford watched with genuine shock as Dr. Vahlen pulled out a regular taser and shocked the creature in its side, causing it to emit a vaguely reptilian roar.

"I'll ask again, Subject TM 042, what is the purpose of the Ethereal device"

Bradford looked to Vahlen, as if reading his mind she sighed.

"Well without the containment unit, the interrogation process was much less sophisticated, and resembled an actual interrogation. More or less ", said Dr. Vahlen.

"I can see that", said Bradford as he looked back to the video.

Dr. Vahlen shrugged.

"Besides, we never did get a chance to study the Ethereal device before XCOM was canceled, this was my chance to figure out exactly what it was. Now shhh, and watch", said Vahlen before pointing back to the tablet.

The Thin Man was breathing hard before it turned to Vahlen.

"I am loyal, you can torture me, but I will not relent", spoke the Thin Man in an odd voice that sounded deep and inhuman.

In response Dr. Vahlen once again tazed the Thin Man, this time however she tazed the creatures head and held it for a long time. Then the sound of medical equipment flat lining could be heard before Dr. Vahlen frantically attempted to bring back the Thin Man. Several minutes passed to no avail. Vahlen sighed as she turned off the medical equipment and walked to the camera, presumably to turn it off.

"Wh-where am I"

Vahlen turned around to see a living Thin Man looking around in obvious confusion. She carefully walked up to the creature who now was observing itself. Then the creatures eyes widened considerably before it began thrashing.

"Subject TM 042, calm down", said Vahlen.

"WHAT HAPPENED TO ME. THIS IS NOT MY SHAPE, THIS IS NOT MY SHAPE!", screamed the creature in fear as it began wheezing, seemingly in a form of hyperventilation that was not entirely dissimilar from a humans. It was disturbing to watch in Bradford's opinion.

The creature thrashed before the video simply cut to Vahlen who was not moving away from the camera. She walked over to the now unconscious Thin Man before she sat down. It wasn't long before the creature woke up.

"Subject TM 042, now I'll ask again what is the purpose of the Ethereal device", asked Vahlen once again showing the Thin Man the device.

"I do not know, the Withered Ones use it to communicate, but I know not it's true purpose", said the Thin Man.

"I see, why the sudden cooperation Subject TM 042"

"My kin were attacked by the Withered ones. The Ethereals as you called them, our original form is not this one. This shape is wrong to me. Some of bones are the same, but my shape is not. We did not have these limbs below us", said the Thin Man as it gestured to its legs.

Suddenly the video cut. Bradford turned to a grinning Dr. Vahlen.

"What happened to that thing", asked Bradford.

"I still have him, he is quite cooperative. Apparently during the interrogation I somehow broke off control over him. I believe the aliens, all of them baring the Ethereals and the robotic ones are under mind control. The Ethereal device seems to be multi-purpose, both as a communications device, and something that allows the Ethereals to control the other aliens. I have tried to replicate the process to other live specimens, but no other ones broke contact like the Thin Man did. Not even other Thin Men. I believe that the taser cut off the psionic link from the others, since a taser is not as elegant as an arc thrower there are some differences. I am not sure how though", said Dr. Vahlen.

"You mean to tell me you have a live alien that is no longer apart of the others, and you still have him", asked Bradford.

"He is kept tied up, but quite useful. I have learned much of his original race. They were a race of snakelike beings that reproduces asexually. It was quite a learning experience", said Dr. Vahlen.

"I'm sure", said Bradford.

He handed the tablet back to the Doctor.

"I was hoping to Show this to the Commander, but I can't find him. I though you would know where he was", said Vahlen.

"No, but this could be our chance to fight back. If we can figure out how to break the mind control we could turn our enemies into allies, and bring down the Ethereals", said Bradford.

"That is my plan, but for now, I'm going back under ground. Here take this", said Vahlen as she handed a small device over to Bradford.

"I met up with Dr. Shen a month ago, that will allow you to stay in contact with us, he is in China right now, but he is still working, just like me. We hope when the commander finds one of us, we will be ready. I should leave now, take care Bradford", said Dr. Vahlen.

"You to doctor", said Bradford as he put the device in his pocket.

* * *

Well that's the first chapter. And yes I essentially made the Thin Men modified Snakemen. It kind of makes sense in a way. I will leave the Commander nameless from here on out, if only because You are the Commander and giving him a name seems wrong to me, as far as I went was to identify him as male. I will try to update this story from time to time but it is not my main focus right now, just a side project I am working on. I hope you enjoyed this chapter. Review tell me what you think.


	2. Names

**Chapter 2- Names**

Jake had just gotten the EXALT laser sniper riffle and he already (counting the two he killed getting said rifle) had killed seven more EXALT operatives. His gene modded pupils enabling his eyes to adjust faster than humanly possible. It was near impossible for him to miss a shot. There were five more EXALT following him, and unfortunately one was also a sniper, making getting around difficult considering that said sniper also had modded eyes. Probably one that increased his depth perception.

Jake considered getting that gene mod, but as a life long sniper his depth perception was already near perfect, he figured he didn't need it, especially considering that specific mod only worked if you were above your target, which while preferable, was not always possible. Besides, hyper reactive pupils may only be good if you miss a shot, which was rare for Jake, but better safe then sorry.

Jake watched the EXALT operatives search for him. They were close, but Jake was currently invisible to them. He looked at them while assigning priority targets. First he would have to deal with the sniper. Then the medic. After that it was fair game.

Jake looked up and saw a rail above him. He smiled as he leapt high and grabbed the rail, pulling himself over to get onto the balcony. A perfect vantage point for any sniper, and what's better, he did it all without making a peep.

Jake leaned down low peering at his target through the scope. The enemy sniper didn't even know what hit him. The others were alerted to Jakes location and fired blindly at where he was, or rather where he once was. After he took the shot, he didn't even check to see if it had hit. He didn't have to, he knew he was just that damn good. Instead as soon as he pulled the trigger he rolled back and hugged the wall allowing his mod to once again hide him from sight.

He was already on the other side of the balcony when the EXALT soldiers had to reload there guns. The heavy of the group pointed up while whispering to one of the operatives to go check and see if Jake was dead. Too bad said Heavy didn't know that his head was perfectly aligned with Jakes next target, the Medic.

Once the trigger was pulled the superheated laser beam passed through the skull of the Heavy and hit the Medic dead on. Jake was already moving before the two even fell down. He smiled as the remaining soldiers were once again firing blindly, this time in seemingly random directions where they thought the shot came from.

Jake smiled as the only two left were all on the low end of the EXALT totem pole. Two simple operatives, As he looked down the scope Jake idly wondered if this guys regenerative pheromones would do any good against a laser blast. The sound of the man falling to his death answered his question.

Jake watched the last guy begin to breathe heavy while shooting at random. The moment his gun ran out of energy, a laser blast hit him head on. However that was when something unusual that happened as the man fell. He exploded in a way similar to a Thin Man, with a toxic cloud of gas surrounding him.

"That's new", said Jake as he waited for the toxic cloud to dissipate. he wrote it off for now as he double checked to make sure there was no one left.

Satisfied he was now alone, Jake jumped down from the balcony with his new rifle on his shoulder as he looked down at the dead EXALT agents. Quickly he began taking what he could carry off them. An unused med-kit, a smoke grenade, and two frag grenades. He didn't even consider taking there weapons.

Jake began wondering what to do now. Spending nearly two months undercover with EXALT due to XCOM falling and spending a week running, then to suddenly be done with it made him pause. He now did not know what to do next.

"Guess I'll figure it out as I go along", said Jake as he walked away before he looked at the laser rifle in his hands.

Jake stopped as he examined it for a second, coming to a few realizations and ideas before he spoke.

"Let's see, you were supposed to kill me, then when I get ahold of you you kill these assholes, that kind of makes you a traitor", said Jake to the rifle before he began to smile.

"I think I'll call you Judas", said Jake as he slung the rifle over his shoulder, before he walked away idly looking to the EXALT agent who had thin wisps of poison leaking from his mouth.

* * *

Zhang looked down at the mutilated thing that had once been a man before him. Already he was cleaning the blades welded to his arm before he wrapped the man and the two other corpses in sheets. He would have to get rid of them later before his home started to stink. Actually now that he thought about it, he probably shouldn't stay here anymore considering his former employers knew where he lived. So Zhang did the logical thing.

He grabbed a bottle of whiskey, took a few gulps before he stuffed a rag in it and lit it on his stove. Zhang walked towards the door, throwing the molotov cocktail behind him where it crashed on the wooden floor and his house set alight, not like he didn't have spares anyway.

Zhang wondered if the police would announce him dead, after all he had pulled out the teeth of his prisoner so dental records were out, and without the fingers that were now in the sinks garbage disposer they wouldn't might just think it was him. Though he wouldn't know for sure until later.

Zhang walked toward his car. Not the most luxurious vehicle but Zhang treated it as such anyway. Driving was a bit of a chore with his cybernetics. Why Dr. Shen choose to shape the legs like he did, Zhang would never know.

After adjusting to the feel behind the steering wheel with cybernetic implants, and making sure his feet actually were where they were supposed to be, Zhang started his car and drove off. No real destination in mind, at least not yet. After a few hours of aimless driving, and getting gas twice while his cybernetic parts were hidden thanks to his loose clothing. Zhang made it to a long desolate road. Driving down it for a few hours, until he saw something he really wished he didn't see. A UFO just zoomed past and headed east.

Zhang sighed as he followed in the same direction, knowing something bad was going to happen when aliens were involved, though he did curse his luck at being seemingly in the middle of nowhere and running across one of the bastards. Following the UFO as it moved unusually slowly, Zhang began to wonder what the aliens were up to. He hoped it wasnt one of there terror attacks, those usually involved those big purple bugs that make people zombies, something Zhang really did not want to have to fight right now.

The UFO wasn't far away, just a few hundred meters really. When he saw something small, probably a Sectoid, leap out of the UFO on the ground before the UFO took off, Zhang decided he might as well investigate in case whatever they were planning somehow involved him. He continued driving until he saw a very large cemetery in the distance. Said cemetery was crawling with movement in the distance. Judging by how large they looked, they seemed to be Thin Men and Sectoids.

Zhang stopped at the cemetery when he saw a glowing green box shaped device, Zhang knew what it was immediately.

"Dammit, out of everything it could have been, why a damn plasma bomb", said Zhang to himself.

He looked to his pistol and grabbed it before getting out of his car. He didn't know if he was extremely lucky, or hopelessly unlucky to arrive at a spot where aliens planted a plasma bomb, but he didn't really feel like blowing up today, and besides, usually only Sectoids and Thin Men protected the Plasma bomb anyway, how bad could it be.

Zhang walked up to the priming mechanism, and shut it down, buying him a little more time to disable the explosive. To bad that alerted a pod of three Sectoids that immediately took cover. Zhang leaned down behind the currently deactivated primer as he held his pistol. He smiled when one of the Sectoids looked round the corner to see what was going on, only for a bolt of plasma to strike it's head.

"Well, that's one down", said Zhang as the Sectoids began firing in his direction.

Unfortunately what Zhang forgot about was that the UFO was still in the area. And currently a very large figure had just leapt out and fell to the ground with a crash before the sound of mechanical parts moving became known. By that sound alone, Zhang knew what it was long before the dust caused by it's landing cleared. Zhang sighed when the Mechtoid began firing plasma cannons in his direction, and Zhang noted his only weapon was a plasma pistol.

"Why can't anything ever be simple".

* * *

Dr. Shen kept several curiosities from his time at XCOM. Most of it were schematics. One thing he made sure he grabbed, was the Firestorm blueprints. He took great pride in the first Firestorm they built. As Shen looked over the various papers, a feeling of Nostalgia came over him. Dr. Shen had many ethical conversations with various personnel at XCOM, he fully understood why they did what they did, mostly about what those who were modified would become after the war was over, assuming they won.

Dr. Shen remembered talking to several of the soldiers who were modified. He would ask them what they would do after it was over. None of the answers satisfied Shen, and it usually boiled down to them saying they would keep on fighting. It did not sit well with Dr. Shen that most likely they would be used against other humans, assuming things went back to how they were before the aliens showed up.

Of the seventeen people given gene mods, only eleven made it to see the end of XCOM. Of the eight turned into MECs only six still lived, and of the six psionics, only four remained. Now that XCOM was over, Shen would often wonder what happened to those twenty one extraordinary individuals. Were they still fighting somewhere out there, and if they were, are they still alive.

After waiting two months, Dr. Shen really wished the Commander would show up.

* * *

It could not remember much. It only knew it's shape was wrong. A feeling of disgust fell over the creature now called a Thin Man as it looked at it's form. The Withered Ones changed it greatly, turning it into a mockery of the ones called humans. It did not know how the one called Vahlen freed it from their control, but it mattered little. For the first time, it was free while it's kin were twisted into shapes not their own and grown unnaturally in the cold unfeeling glass tanks. Copied to provide them with an army.

Memories of it's planet when the Withered Ones attacked with their machines, their small mouth less race, and the vile parasite who lay their eggs in the bodies of the dead. It's race fought the Withered Ones much like these humans did now, but in the end they failed. They were not the first to fall to the Withered ones, nor were they the last. The giant and tribal ones who were twisted into either the frontline combatants and the flying ones were the most recent to fall before these humans.

The one called Vahlen named his original race Snakemen, due to their similar appearance of the earth reptile, which she was kind enough to show a picture of one. To the now free Thin Man, the snake reminded it of their young, though without arms and of a slightly different shape, notably the head.

It turned to look at it's bonds. The burning rope around it's hands and feet and the strange strip that suck cloth to it's mouth. It could feel the poison within, poison that was added to them like the limbs called legs. It hated the Withered Ones for what it did to it's race. All for the cryptic goal of 'What lies ahead'. It hated those words, and how they were used to justify the Withered Ones atrocities and forced subjugation.

It did not know if it could free it's kin from their hold, but it was willing to try. Though first, It needed a name. Names were important to humans, though it was an alien concept to it's race. So was the humans speech and it strange elongation of throaty sounds to form words, rather than the tongue to smell, roar, and hiss. Scent was used for identifying others, not words or names, they were unneeded.

The Thin Man was drawn from its thoughts when the one names Vahlen returned. It watched her carefully as she began her examination of it. As she looked over its body she began speaking to it again as she had done before.

"Your bones are remarkable for flexibility. Were the bones in your arms always segmented", asked the one called Vahlen.

The Thin Man gave a nod, a gesture it recognized humans use for many thing, whether it be simply a form to say yes without saying it, or to acknowledge the presence of others.

"My people were always flexible, it was necessary. A vast majority of our world was covered in swamps and thick jungle, and our architecture was built with this in mind. Most of our paths were underground, allowing us to get from one city through the next without having to brave the dangers of the forests, and these paths were long and thin, twisting and turning. It was our main advantage against the Withered Ones, though the ones you call sectoids traversed them well", said the Thin Man through the cloth tied on it's face.

Vahlen nodded as she began writing notes. The Thin Man watched the humans gestures, some of which greatly confused it, such as the rapid closing and opening of eyes, and the way the humans lips moved with no words coming out, as if she were talking to herself. It was strange to watch, and slightly grotesque to the Thin Man, mostly because it to had that rapid closing and opening of eyes after the Withered ones changes to it's shape. It felt unnatural to it.

When it first regained awareness, that rapid eye movement disturbed It greatly, as did the existence of te strange loose skin called an eyelid, and how it twitched as it's eyes moved about, another thing that it found odd and unusual. It was not normal to it to suddenly possess a different shape, one that felt tight and constricting. The legs also felt wrong, and it much prefered a single long tail to get around. It mused a bit before looking to the one called Vahlen.

"What is this raid opening and closing of the eye I now possess, it is strange to me"

Dr. Vahlen looked from her notes to examine the Thin Man before she spoke.

"It's called blinking, it's a process spreads tears across the eye and remove irritants. I assume your people had something similar to a brille", said Dr. Vahlen with slight interest.

"In a way, we could however move our eyes, It wrapped around the eye, but was independent of the skin", said the Thin Man.

"Really, fascinating", said Dr. Vahlen with renewed excitement as she began making more notes.

The Thin Man ignored her as it looked around the room. Strange lab equipment that seemed rather old was all around the room, several tools for surgery including, all covered in green fluids. Thoughts of what that equipment was used for filed its mind before it pushed those thoughts aside, it began to think on other topics before one came to mind. Turning to Dr. Vahlen, the Thin Man spoke.

"I would like a name", said the Thin Man.

Dr. Vahlen paused before it eyes the Thin Man carefully. A look of interest and confusion on her face. It slightly amused the Thin Man.

"You want a name", asked Vahlen.

The Thin Man nodded, remaining silent as it waited. Vahlen looked at the creature before humming to herself as she began to think.

"I'm not good with names to be honest. I suppose something simple, how about Lind, it means snake", asked Dr. Vahlen.

The Thin Man tested the word, drawing it out as it felt how it moved on it's tongue, it began to comment on the word from it's perspective.

"Lind, it is heavy at the start, light in the middle, and rolls away at the end", said the Thin Man as he tested the word out a bit more.

Vahlen found is description of the word odd, though thought little of it. It would be foolish to expect an alien species to have a similar culture to any human one. No doubt the ability to speak several languages were implanted into the creature, and it's lexicon while vast, was also somewhat limited by the ethereal.

"It is a word like my people. A word meaning snake, heavy as we one were, light as we are now, and hopefully rolls away like we one day shall from the Withered Ones. It is a good name"

"Very well...Lind", said Vahlen as she idly watched the Thin Man continue to test the name on is tongue before getting back to her work.

* * *

A/N: During the final mission on the assault of the temple ship, the Uber Ethereal pretty much confirms that the other aliens are slaves to the psionic powers of the Ethereals, I thought an interesting idea would be a mechanic where you free aliens from Mind Control and can recruit them. That's kind of what is happening with Lind, but don't expect other aliens to become XCOM allies any time soon, Lind is a special case.

As for the EXALT operative who expelled Thin Man poison, well it is often mentioned that EXALT goes much to far with gene mods, I figure eventually they would attempt something like making an EXALT soldier who could spit poison similar to a Thin Man. Expect EXALT to have other such mods in the future.


	3. EXALT Evolved

**Chapter 3- EXALT Evolved**

Zhang had just deactivated a second primer when the Mechtoid began to chase after him, shooting with its plasma cannon at near every opportunity. Zhang's plasma pistol had little effect against the cyborg alien, and if anything, pissed it off more than hurt it.

Base cybernetic implants were much more sluggish than normal arms or legs. There only real advantage was the strength that could be put behind them and that getting tired was virtually impossible. The numerous blades welded to Zhang's forearm was little help against the Mechtoids armor, and the plasma pistol could only do so much.

Looking around Zhang saw the littered bodies of Sectoids and the purple poison clouds of thin men he had already killed. Then his eyes focused upwards. As he looked for any advantage he saw low hanging power lines.

Taking his chance Zhang made a break for it. Plasma firing in his direction every few seconds as he took aim and shot the powerline. Sparks followed by every light around going dim momentarily blinded him, and Zhang saw as a bolt of plasma hit his left arm. He did not slow, nor did he focus on his now melting arm. Even as red-hot slag fell as he ran.

He could hear the Mechtoid running after him as he slid on the ground and grabbed the powerline by the rubber to be safe in his right hand. Using it as a rope he dragged himself out of the side before turning around. The Mechtoid was closer than he thought, but he reacted quickly. He shot his hand out and pressed the sparking part right to the Mechtoids forehead.

Immediately the tell-tale screech of a dying sectoid was heard as the armor crashed into him, causing him to lose his grip on the powerline. He grunted as the extremely heavy armor now lay across his chest.

He struggled to move the armor off of him. The downed powerline that had saved his life now threatened him as it danced around nearly hitting the armor again. It was only luck the powerline did not hit either Zhang or the Mechtoid armor. With a huff, Zhang pushed the mechtoid off with his arm. Only to notice his now molten left arm had cooled into a mess of a shape.

Though his remaining arm proved more than enough to get the thing off him. Zhang grabbed his side and could feel that at east one rib was broken, limping up he pressed a button on his shoulder, one in a spot most would not see. His arm hissed before it fell off, leaving Zhang with only his right arm, and the many knives welded to its frame.

Zhang limped over to the nearest primer, shutting it off before he moved to the bomb. Once the plasma bomb was shut off Zhang leaned against it, clutching his ribs. He fell into blissful unconsciousness after that. The last thing he saw was a helicopter landing.

* * *

A sickly man stepped out of the helicopter, holding onto his rifle. He looked down at the unconscious MEC Trooper without there armor, and missing an arm. The Mechtoid lay dead not far away. The sickly man slung the rifle over his shoulder and put his middle and fore finger to his ear.

"This is Howard Phillips, Plasma bomb has been deactivated, preparing extraction. Also I have found a unconscious ex-XCOM MEC Trooper, and a dead Mechtoid being. What are my orders"

The sickly man waited before the static sound and code was spoken in his ear, eventually the voice became clear.

"...Bri..em..in...I Repeat, bring them in. Well done Agent Phillips"

"Phillips out"

The thin and sickly man leaned over the unconscious trooper before walking away, allowing the other EXALT operatives to pick him up.

* * *

Annette and the Furies watched the news. Not ten minutes after they got back, an world wide broad cast was shown. The President of the United States stood at a podium. Standing Next to Him was an Ethereal who surveyed the crowed. Annette barely controled her anger as the President moved allowing the alien to speak.

The creature hovered over to the microphone, surrounded by all sorts of extra terrestrial beings and soldiers as guards.

"Greetings humanity, we are known by you as the Ethereals. A grave mistake on our part has resulted in unneeded bloodshed. While passing through the Sol system, one of our scout ships experienced a technical malfunction. A leak of one of out Psi-link orbs had caused one of our own to become consumed by rage. These orbs are the controls for our ships, though precious few have them. They use a mental command feature enabling them to be piloted by any psionically gifted race, however there are dangers. The mind is a complex thing, and a faulty Psi-link orb can cause insanity, and sickness"

The creature moved to allow several sectoids to roll in a device Annette knew well. It was the Ethereal Device found on their cloaked ship.

"A faulty version of this device caused one of our people to, for lack of a better term lose his mind. Though in truth the effect was much more complex. This poor soul attacked your people in his madness, and you rightfully defended yourself. When our collective arrived, we believed you to be the aggressors. Thus we retaliated"

Annette threw her half filled beer can at the screen.

"Damn Liar", she screamed in rage.

"It was only recently we have discovered our mistake. Our people are willing to make amends. This Psi-link enables more than the control of our technology. Should you possess it, the gift will be unlocked, this gift is known as Psionics, the power of the mind. We extend a hand in friendship and hope you do not judge us for a grievous error"

The creature floated away as the President walked to the stage.

"We, must not let this mistake turn us against our brothers from the stars. Right now many governments are accepting Ethereal aid, and the aid of their allies. Several groups within he collective however have not yet received this message, and the attacks still come. I your elected leader have come to several decisions and have the entirety of several groups of interest support. The first is the new Psi-center now under construction in many capitals across the world. A mandatory medical procedure will be administered at this site every day as more are constructed so we can see if others possess the gift of Psionics, with the gift the ability to use the Ethereal technology is available to us. Again I am glad we have been able to reach an end to the conflict with the Ethereal Collective, and though I know many have lost Mothers and Fathers, Sons and Daughters, Brothers and sisters, friends and family, I ask you to put that behind you, this war was the result of a grievous misunderstanding, and I am glad to say the Human-Ethereal War is now over. Thank you"

The President walked away. Right before the News Report ended, the Ethereal nodded before turning to the camera. The video ended there.

"Cowards, every one", said Annette.

"They can't help it Annette, they are under Mind Control", said Tisiphone.

"These Psi-centers are no doubt a trap. My guess is it unlocks psi powers, then mind controls you", said Alecto.

"I got an idea", said Megaera.

Everyone turned to the now smiling Psi-soldier.

"What", asked Annette.

"Well, they said this thing is being built in Washington right, I say we blow it the fuck up", said Megaera.

"Now you're talking, show these X-rays what happens when you mess with humanity, right before we kick their candy asses back to whatever planet they came from", said Alecto.

"I'm all for it", said Tisiphone.

Sparky moved around them, before it moved up and down, in an odd form of nodding. Annette smiled.

"Why not, I took chemistry. We all can get the right stuff, and make a good sized explosive", said Annette.

"And maybe blow a few aliens away with it", said Alecto.

* * *

Zhang woke in a daze. He attempted to get up, only to find both arms and legs were missing. Leaving him a torso and a head, but nothing else. The ex-triad felt fear when he heard a voice call out.

"You're awake"

Zhang turned to see the familiar suit of an EXALT operative, though this man was sickly in appearance. Zhang narrowed his eyes.

"It seems as if I am at your mercy", said Zhang.

"Now, now. No need to believe we are inhospitable, allow me to introduce myself, I am Howard Phillips, I and my co-workers found you and brought you here, fixed your broken ribs. There is no reason to feel suspicious Mr. Zhang"

"You know me", asked Zhang calmly.

The man nodded.

"I know you are the reason XCOM was able to take in an alien battleship while it was still flying, I know you were once a member of the Triads, I know you lost your arm to a cyberdisk and chose to become one of those MEC troopers, a waste Meld if you ask me, we here have found much better uses for the substance", said Phillips.

"Really, do tell", said Zhang, in truth he wanted to gut the man sitting next to him, but his current dismembered body left that as an impossibility at the moment.

Howard seemed amused as he removed the bandana from his face to reveal a horribly scared mouth. He removed his gloves as well, and when Zhang saw what was underneath he gave an audible gasp.

"We at EXALT believe Meld is the key to genetic perfection, when XCOM was arround we could only collect so much. Now, with you gone, we have been able to enter a new age of genetic augmentation. Unlike you we do not use just aliens", said Howard as he stretched his fingers.

Said fingers appeared normal, though the tip of each was anything but human. They resembled the stingers of a scorpion, positioned in such a way as to appear as claws.

"The stingers are from an Emperor Scorpion reinforced to prevent breaking, the poison produced naturally, this poison is a cocktail of several species of snake, spider, scorpion, and even fish. A combination Hemotoxin and Neurotoxin with The poison of a Thin Man added for flavor, and thanks to our friend the Dragon Millipede, cyanide is also in this little cocktail, after all there is no kill quite like overkill", said Howard as he examined the claws with a smile of razor-sharp teeth.

"On top of that, my lungs have been augmented with the ability to spit poison as the Thin Men do, and be immune to its debilitating effects, and my jaw can unhinge like a snake to spew it, just like the Thin Men can", said Howard pointing to the scars near his mouth.

He smiled to show his razor-sharp teeth that resembled a cross of several species of animal in a way that was unnatural.

"The aliens are interesting. I even had parts of an Ethereal brain grafted to my own to unlock the psionic gift. We didn't have your Psi Lab Mr. Zhang so we improvised, but there is untold potential in the animal kingdom Mr. Zhang. I am the first to go through the treatments, I can see into both the infrared and ultraviolet spectrum, My skin mimics the abilities of the cuttlefish, and so much more", said Howard.

He put his glove back on as he looked to Zhang who now was pale at what horrors he saw this man had done to himself.

"The Animal Kingdom has many interesting specimens for us to toy with, Electric eels, salamanders, a variety lizards, the bombardier beetle, even fleas, common as they are can jump 200 times their body length, I even recall an immortal jellyfish that can live forever by making themselves young again. All will be possible for humans thanks to Meld"

Zhang narrowed his eyes at the man.

"You're insane"

Howard chuckled.

"I prefer to think of myself as a visionary. With enough Meld every human on the planet can become more than human, for a price of course. Imagine it Mr. Zhang, immortality, soldiers with powers that once was only explored in fiction. And if we can gain the aliens technology we can leave our world, spread across the stars, and nothing will be able to stop us. Should we find a race who can do something we cannot, we simply add their abilities to ourselves, or take their technology. Maybe both", said Howard.

Howard put his gloved hand to his chin before looking to Zhang.

"That is what the name of our organization means Mr. Zhang, it will be us who shall exalt humanity as the superior species in the cosmos, whether it wants to or not", said Howard as he stood up and left the room.

"Why tell me this", asked Zhang.

Howard stopped before he turned around.

"I almost forgot", said Howard playfully before he walked over to Zhang.

"Mr. Zhang, I like to hear myself talk. The truth is you only know our vision for humanity, which you may have already guessed. You also know we use more than aliens for our gene mods. What you do not know is how we intend to accomplish our goals, you know precious little of our resources, or numbers, or how far we are willing to go. What you also fail to remember is this is not the first time I have told you this", said Howard before his eyes glowed a violet color.

Howard placed his hands to Zhangs head, ignoring his protests.

"I have in fact told you this information twice before. I am not able to mind control others, but what I can do is erase memories, recent memories anyway. Now you are probably wondering why I would do such a thing. The answer is simple", said Howard before his eyes glowed brighter and Zhang screamed.

Zhang fell once again into unconsciousness forgetting all he heard before Howard spoke.

"I like to hear myself talk"

* * *

**A/N:** I like to think EXALT is much more than a simple group who wants to take over the world. I think they are a group of people so egotistical they believe they are the only ones capable of ruling humanity correctly. I also like to think there agents are all sightly insane seeing as they would rather kill themselves than become prisoners.

I think EXALT was a brilliant move by Firaxis. Mostly as a writer. We are told they go beyond XCOM when it comes to gene mods, and you can see hints of that, but for the most part there gene mods are not that outlandish compared to XCOM.

I like to think that if they ever got rid of XCOM they would be able to get much more Meld, and take gene mods to their logical extreme. And as a writer, they enable me to have a little fun with the Gene Mods. They remind me a bit of Weyand Yutani of Aliens fame in a few ways, and the Umbrella Corporation or Resident Evil fame in others. It makes them real fun to write.

Howard Phillips is kind of the secret weapon of EXALT. I will also admit he is named after the creator of the Cthulhu Mythos, H. P. Lovecraft, if you are familiar with his work you might see why I chose that name considering his modifications.

The bad XCOM ending where you lose mentions that the alien attack was a result of a misunderstanding. Obviously since the council spokes person is under mind control, we can assume that's a lie, but I tried to think of what that misunderstanding could be, so I made up the whole Psi-link madness thing up. Not ike humans are going to understand how alien technology works anyway without studying it.


	4. The Psi-Center

**Chapter 4 - The Psi-Center**

The Psi-Center was a marvel of Ethereal technology, very similar to the XCOM Psi-labs, though much more efficient, and with a much more sinister purpose. Annette looked out of the van Megaera was driving The white windowless van had a surprise of their own in it. A collection of wires, barrels, and a variety of explosives. It had been a week since the original broadcast where humanity had 'allied' with the Ethereals, a hollow alliance as the aliens worked the worlds leaders like puppets.

Despite the Psi-centers as being a mandatory procedure, very few expressed interest in them. Most civilians protested the creation, as not all bought the lie of the Ethereals of a supposed faulty Psi-link, and Humanity's majority proved they would not bow to the Ethereal Collective as the aliens had intended.

Sparky annoyingly flew around the van, looking at the homemade explosive, strong enough to destroy an entire building. Annette saw the Psi-centers. They were so unlike anything built by man. The massive silver building was without windows, and instead possessed the strange energy field seen on alien ships to prevent air from leaving the ship while in space.

The building was made entirely of the alien alloy, and in a curious dome shape. A guarded wall erected to prevent any undesirables hoping to destroy the center was all that stood between the Furies, and the Psi-center. While many of the guards were humans, there was added alien security. Heavy floaters patrolled the sky, Several Mutons stood in front the center as well, and worst of all a massive Sectopod that patrolled around the building, slow but powerful.

"Shit, why out of everything we had to deal with, is it a damn Sectopod. I wish I had my Sniper Rife right now", said Alecto.

"I don't think the van can get past that wall The only way in is through the gates, and that means through the aliens. And they will be shooting at us, and if even one shot hits a barrel, we all die in a flaming inferno", said Tisiphone.

"Any ideas Annette", asked Megaera who discreetly parked a block away from the Psi-center.

Annette looked at the center. The protesters there would make getting in difficult without killing people, and the aliens only made it worse. Annette looked to the Sectopod as it moved around, then an idea hit her. She turned to Sparky and smiled.

"Sparky, I have a job for you", said Annette.

* * *

The guardsmen looked at the hundreds of protesting people around the building. He could empathize. He to wanted nothing to do with these aliens and their Psi-centers. It was too bad he could do nothing about it.

His head hurt at the implants in his skull. Before he had all but forced into those coffin-shaped machines of the Psi-centers, the threat of a dishonorable discharge was more than enough to get him in that machine.

He should have just ran. He looked through eyes that were no longer his own, as his body moved against his will. A continuous silent scream within himself as he found he could still see, hear, touch, taste, and smell. But his movements were not his own.

He knew why, the mechanical implants in his brain worked to boost the aliens signal, make him obedient. He did not possess the gift of Psionics, and he was forever under their control. How he wished he could move his arm to take the rifle in his hand and end the horrors of not being in control of your own body, but still entirely aware of what was happening.

The solitude, the screaming that went unheard, and the worst part the end to his suffering was strapped to his hip, and he could not do anything about it. Internally he cried as his unheard hysteria continued on.

He then saw it, a curious drone that was making its way to the Psi-center. Said drone was colored red and gold He saw it, and despite the odd coloration, his body did nothing Neither did the aliens around him. He wondered about it and for a brief glorious moment the madness of being trapped within yourself was no longer on his mind, but eventually it came back. For it always came back.

* * *

Sparky was just an alien drone taken by XCOM on one of their last missions. Normal procedure was to destroy the drones after a mission in case it turned back to the side of the aliens, but that did not happen. It was Alecto who painted it, and the Furies who kept it. Flying over to the Sectopod the drone went entirely unnoticed.

Despite the coloration, many of the aliens did not see color as humans do, and they hardly noticed as it flew overhead. After all a drone was not an unusual sight, and with XCOM gone the aliens had no way of knowing the tiny robots true allegiance. The drone went up to the energy fields of the Psi-labs and simply looked around.

* * *

Annette looked at the screen. After a while they were able to modify the drone somewhat, allowing them to see what the drone did. They looked at the pods within the Psi-center. All were shaped like coffins, making them somewhat off-putting. There were several dozen all around being monitored by humans, Sectoids, and Thin Men.

Annette watched as one of the pods could be seen with a man inside. Annette guessed he was a soldier based on his build. A screen net to the pod showed his face as blades cut into his head, past the skull and into the brain before small electronic devices were implanted into the skull. The man's eyes were wired open leaving them constantly leaking tears. The eyes had a slight purple glow to them.

The sight was horrid, as the man seemed to be tortured by the device, until the machine began fixing him, not even leaving a scar. A Thin Man walked to the pod and let the man out as the tubes and wires retracted from him. The pod slid open and the man dropped to the floor before he stood up with a blank expression.

The soldier nodded to the Thin Man who nodded back before it left. Not long after that several Mutons brought in another man who was struggling in their grasp. Annette had enough as she commanded the drone to return.

Alecto involuntarily shivered and Megaera looked away. Tisiphone and Annette however were livid. Their faces red from rage and it took a moment for both to calm.

"What do we do now, there are innocent people in there. I don't want to have to kill them", said Alecto.

"Death is better to being a slave", said Tisiphone.

"I don't think we can make a call like that sis", said Megaera.

They watched as Sparky flew outside the van. Tisiphone opened the window to let the drone inside less someone spot it. Annette leaned against the drums of explosives before her fist began to glow purple with psionic energy, and she punched one, leaving a fair-sized dent in the barrel.

"Shit", she said out loud.

It was at that point the sound of a helicopters blades could be heard.

* * *

When the red beams of light came down onto the Sectopod all at once and the thing exploded pandemonium hit the protestors as men slid down ropes shooting guards and aliens.

The aliens shot back. Howard Phillips smiled as he ran at incredible speeds sinking his claws into a Muton and physically throwing the dead alien into others of it's kind. He reached for his laser assault riffle and mowed down the aliens. Never did the fanged smile eave his face, though his bandanna hid it from the others.

The Mutons hid behind what cover they could find and shot back, many hit Howard. However each hole torn into him closed at an astonishing rate. He jumped over the Mutons landing behind them. Now that he was flanking them, he lifted his rifle, and delivering a shot to their skulls each before turning around into a sprint.

He was stopped when several agile Thin Men began shooting at him, while avoiding his shots using their incredible flexibility to 'bend' out of harms way. Even now the holes of plasma that riddles Howard's body were healing, and his suit was in rags. Howard swung the rifle over his shoulder as he clenched his fists.

Long thin quills slowly grew from his body. With a flick of the wrist, several quills shot toward a few Thin Men as they screamed and died from the potent poison that tipped each quill. With a single leap, Howard grabbed a Thin Man by the neck, and before the alien could retaliate, Howard delivered an electric shock much like an eel into the alien.

The creature fell unconscious. Howard looked around at the several dozen EXALT troopers that ran into the Psi-center and shot each alien they saw Howard looked to the downed Thin Man, before he turned to run inside to join the others.

* * *

Annette watched the commotion with interest, she could not believe her luck. EXALT of all people show up and begin to shot down the aliens like nothing. Annette turned to Megaera.

"Looks like we got ourselves a distraction", said Annette.

"You sure you want to do this Annette, a lot of innocent people could get killed", asked Megaera.

"Anything is better than mind control", said Annette.

"Why is EXALT here anyway", asked Tisiphone in confusion.

"Probably to get their greedy little hands on the tech in there, doesn't matter. I have an idea", said Annette as she saw the unconscious Thin Man.

Annette's eyes glowed purple as a stream of Psionic energy hit the alien in it's head. The alien immediately stood up, and ran toward the van. Under Mind Control there was not much it could do to stop Annette.

"Everyone out, leave the driving to the Thin bastard", said Annette.

As they got out of the Van, the Thin Man jumped and grabbed onto the van before sliding in the drivers seat. Instantly the alien drove off at full speed, narrowly avoiding the panicked civilians.

"Uhh, Annette I have a question", said Alecto.

"What", asked Annette.

"Well, I only just now thought of it, but we came here in that van. How are we supposed to get back home", asked Alecto.

Annette froze, right before the building went up in a fiery inferno. They watched the explosion for a minute before Annette sighed.

"Well, Shit. Anyone know how to wire a car", asked Annette.

* * *

Inside the flaming Inferno that had once been the Psi-center, A heavily breathing man groaned in pain as his bones sickening snapped back into place. The fire destroying most of his clothing, leaving his bulging orange glowing veins out for all to see, the strange pale coloration of his skin, his razor sharp teeth, long tail that uncurled from around his leg and strange glowing yellow eyes. A In anger Quills slid from his skin as the skin under his arms lengthened and stretched into rudimentary wings.

With a powerful leap Howard jumped into the air, a membrane like skin under his arms allowing him to glide. Several other soldiers with regenerative gene mods walked out of the fire like an unstoppable army. Howard's partially Psionic mind linked with several others on the ground, these psionics however were not EXALT.

He saw her, Annette Durand. He glared at her before he looked ahead and grabbed onto a nearby building with his claws. He then threw himself up to the nearest chopper. His weight caused the chopper to tilt to the side for a moment before fixing itself. Howard dragged himself into the chopper before walking to the Pilot.

"Tell the Director that the mission failed, we couldn't get any Psi-equipment, but tell him I located Durand", said Howard.

The Pilot nodded. As more EXALT made their way to other choppers, before they finally flew off. The Pilot turned around looking to Howard.

"The Director says he is disappointed in your first ailed mission, but he has our satellites on Durand now, she won't be going anywhere without us knowing", said the Pilot.

Howard nodded and smiled before he looked to the smoke in the distance, he then looked down to his own partially naked body and cursed.

"Damn, that was a new suit to", said Howard.

* * *

Jake sat in the hotel room looking at his pack. He had to admit, even the peons of EXALT were loaded, and he had their cash to prove it.

"Not like they need it anymore anyway", said Jake to himself.

Jake put his plasma pistol and Judas aside, he was glad the Sniper rifle was collapsible. Turning to the bed he jumped on before he switched on the tv. A broadcast was playing. It showed a building on fire. Jake raised a brow before he sat up and watched.

"The Psi-center was in the final stages of completion when the terrorist organization known as EXALT attacked. Security evidence shows that another group however may have been involved in the explosion seeing as EXALT operatives were inside at the time" said the anchorman.

Jake smirked as the story continued.

"Several anti-alien groups show support for the bomber or bombers who destroyed the Psi-centers. Many members of these groups have been apprehended by local law enforcement for supposed terrorist activity. No members of EXALT were captured and many displayed super human abilities. These abilities include healing from mortal wounds, leaping to incredible heights, and even possible flight. Other unconfirmed abilities were also mentioned. A statement from several elected officials has stated that anti-alien prejudice will not be tolerated should those with this prejudice act and attack any of the aliens will be dealt with to the harshest penalty of the law, more on this story as it develops. In other news, a new religious group calling themselves the Cult of Sirius..."

Jake shut off the television after that, he honestly did not want to hear more about EXALT or the aliens, frankly he was sick of both. He idly looked to his pack. He thought about it a bit, the knowledge on the EXALT Base location was in that pack. After a few months of running from EXALT Jake honestly didn't know why he kept the data. With XCOM gone it wasn't like anyone could do anything with it.

Still never know when info like that could become extremely useful. Still he didn't know what to do next, he didn't know how to contact the commander or anyone else at XCOM. He figured however that data would be very interesting if he found any of the others.

* * *

In the Nevada desert, two men watched the news with interest, and a smile.

"seems your boys are still fighting out there commander"

"I knew they would Mr. Van Dorn"

"Call me Peter"

"Very well Peter"

Peter Van Dorn looked around before he walked to a nearby map. He then turned to the original XCOM commander.

"I'm going to level with you Commander, next to no one knows anything about this base, hell even I don't know much. When the aliens came, we knew it would be needed, so we kept it quiet. Still we don't know if it has been compromised or not, but if it hasn't it's the closest thing we have to the original XCOM", said Van Dorn.

The commander nodded, listening intently.

"Once we confirm it hasn't been compromised, the base is as good as yours, though only off the record. I'm sorry it's the best I can do", said Peter.

"It will be enough, for now", said the Commander.

The Commander stood as he walked over to the map. Looking at the base he smirked.

"Area 51 huh, who knew"

* * *

**A/N:**I received a review comparing EXALT to Cerberus of Mass Effect fame. This is entirely intentional, though only partly. Several fictional Evil Corporations have inspired how I chose to portray EXALT. Cerberus is one, mainly the idea of Human superiority, but EXALT is more into trans-humanism than Human superiority.

This trans-humanism ideal is inspired by the Umbrella Corporation of Resident Evil fame, more specifically Weskers idea of trans-humanism, though unlike Wesker EXALT plans on selling gene mods rather than blow up a biological bomb that might cause human evolution via the Ourobouros virus or parasite or whatever Ourobouros actually is.

(Also as a small rant, how did Wesker know Ourobouros would cause the next stage in human evolution. Every time we see it in game it turns people into worm infested monsters which Wesker called failures, even Wesker displayed these strange worm creatures when he was infected. How does he know that the Ourobouros does what he wants it to do if we never even see it make super humans.)

EXALT also takes after the Weyland Yutani in a lot, but not their expendable policy. Unlike the organization of Aliens fame, soldiers who believe in a cause so great that they would rather kill themselves than be taken as captives do not grow on trees. I find it odd in XCOM: Enemy Within that EXALT agents kill themselves, even if they have gene mods, and I know getting Meld cannot be easy with XCOM around, but I think it just showed their fanatical nature.


	5. Am I Alive

**Chapter 5- Am I Alive**

Jake walked through the streets at a steady pace, blending into the crowds. Watching people go about their lives. After escaping EXALT Jake found he had nothing left to do. His chances of finding anyone from XCOM was so small, it may as well be non-existent. Though he did know one. Central Officer Bradford had often spoken of his hometown in Kansas. Mostly complaining how there was never anything to do there.

The Nearest bus station capable of taking him where he needed to go was packed. Many deciding to leave New York, mostly because of the high chance of Alien attack. Jake idly flipped his ticket in his fingers as he stood in line waiting to get on his bus to take him to Kansas. He really hoped Bradford still lived where he said and that he wasn't wasting his time.

* * *

Lind found the one called Vahlen an unusual human, as far as humans went anyway. Her questions on what would be mundane things to his race has caused him confusion. Many times she would ask Lind to repeat himself as she typed on her handheld Tablet. The most recent questions dealt with small things.

Lind supposed Vahlen felt the same when he asked her about blinking as she called it. Strange questions like his planets biosphere, which Lind was sure she already knew. Still he answered each question to the best o his abilities, and never showed his confusion.

He considered it a small miracle he was not only still alive, but also free from the mental control of the Withered Ones. He could humor the woman at the very least. Gender was another thing Lind could not quite grasp. His planet had no species with a separate gender, though he did not know of the other races, after the disconnection from the Withered Ones Lind found much of his knowledge during that time gone.

He remembered a few things. There were fragments when he and the others subjugated the tribal ones called Mutons by humans. There were fragments during the fights with humans. What he did remember were events with no context. Strange it was to see whole portions of life, knowing you did something but not why you did it. Truly a horrifying concept.

"Vahlen, do your people still fight", asked Lind.

Dr. Vahlen looked to Lind before she seemed to take contemplative pose.

"Technically XCOM is no more, but I know others still fight out there, just little less organized and with whatever weapons and equipment can be found"

Lind nodded.

"I see, you do not give up", said Lind, but it was phrased as a question.

" Some people I speak to say we do not have to win this war, just not lose. Make the War very costly for the Ethereals, until there is more cost than gain", said Dr. Vahlen.

"Interesting tactic, but it will not work", said Lind.

Dr. Vahlen gave a sigh before she sat down next to Lind.

"I know, humanity has always been good at fighting war, mostly with itself. based on what I have seen the Ethereals do not use any form of currency, their ships numbers are unknown to us, it could be they are not limited by it and this war will never really cost them. Without XCOM I don't know if we can win like we have against other humans", said Dr. Vahlen.

"The weakness o the Withered Ones is in their arrogance", said Lind.

"What do you mean", asked Dr. Vahlen.

"When the invasion starts it is always the same, they send in the weak. The ones called Sectoids are first. This gives you a chance to gain their technology, there is a gradual progression as time goes on. Stronger beings are encountered. Then you find one of them who possesses the Gift, and that is when they see, see if you can unlock the Gift", said Lind.

"And afterwards", asked Vahlen.

"They continue allowing you to grow, and when they feel you are at your apex, they reveal their true power, your race missed this part of their plans, your XCOM is no more, and now their plans have changed", said Lind.

"Can you clarify a few points", asked Dr. Vahlen.

"What is it you wish to know", asked Lind.

"What is this true power you speak of", asked Dr. Vahlen.

"My people did the same as you did, we took their technology for ourselves, but we did not possess the Gift, when this became clear to them they revealed a massive fortress, once of great power and size. Far larger than any ship you have ever seen. Less a ship and more a city", said Lind.

Dr. Vahlen could not imagine how large this flying city truly was, it seemed impossible. Though the Aliens seemed very good at making the impossible possible, Psionics itself proved that.

"You say their plans have changed, how so", asked Dr. Vahlen.

"I do not know, but this false peace they speak of has never been used by them, normally they end the battle in a show of power, I am not sure what makes your race so different for them to do what it is that you told me they are doing. It could be their confirmation of you possessing the Gift. Other than the Withered Ones, only the small ones called Sectoids have anything close to the Gift, but only partly. The Sectoids were taken long before my people were", said Lind.

"I suppose we will find out soon", said Dr. Vahlen.

"I suppose we shall"

* * *

Dr. Shen looked over the schematics again before nodding to himself. Taking out a blow torch he lowered his mask and got to work. While he was only able to get so much equipment from XCOM, Dr. Shen was able to make off with equipment needed for this project. Using parts for a heavy plasma rifle proved to work for his intended idea.

He did not have to take whole chunks of alien items with him, just a few things he could get his hands on. The sparks flew as pieces were welded and connected while a nearby computer uploaded the software into the mechanical 'brain' that had yet to be put into the machine.

It was an ambitious project and one he normally would never have taken, but with XCOM gone and the recent news of the Psi-centers Dr. Shen wasted no time to get started. He was somewhat glad the original Psi-center was destroyed, but at the same time EXALT being involved only made it worse, especially if they got their hands on any of that equipment. EXALT was dangerous enough as it was, them having Psionics would only make it much worse. Dr. Shen did not want to think of what EXALT would do with that equipment.

Shen turned back to his newest project, something more ambitious and dangerous than anything he ever attempted before. He however knew the threat the Ethereal Collective posed to the world, and sometimes drastic measures had to be taken. He only hoped this was not going to end as he feared it would end.

Dr. Shen turned off the blow torch before he wiped the sweat from his brow. He looked over to the spherical 'brain' he had been working on. A moment of hesitation came over him before he walked to the brain, lifting it with a series of wire and chains one would see in an auto shop to change a car's engine. Shen walked to the mechanical 'brain' as he lifted it with the help of the machine. He took a deep breath before schooling himself and began to move.

Moving the 'brain' into the device, Dr. Shen carefully loaded it in as he began connecting the wires. Once the wires were set up Dr. Shen looked to his computer to see if everything was going perfectly, and thus far all seemed to go as he had hoped. After a moment Dr. Shen felt satisfied and began sealing the brain within the machine before he backed off and activated it.

The familiar whirling sound came from the device as the Hover SHIV began to float. The 'head', which was just a modified plasma weapon, pivoted as it looked around. This SHIV however was unlike any other.

While it resembled the Hover SHIV, it also had two retractable 'arms' that came from the sides. It also had experimental cloaking technology similar to the Aliens weapon known as the Seekers, a stealth based robot unit who strangled others and immobilized them. They were frighteningly efficient in slowing a mission down, and could appear anywhere making them very dangerous to soldiers attempting to fight other threats on the battlefield. The Stealth systems of this SHIV however had a somewhat limited time limit before it would need to recharge it's cloak. Even an elerium power core could only last so long. The SHIV then looked to Dr. Shen before an automated voice came from the machine.

"Am I Alive"

Despite knowing that question could be asked while developing the A.I, it still scared the Doctor somewhat. Dr. Shen took a deep breath before answering.

"I do not know, but until I find out, I will treat you as such", said Shen.

The Machine remained silent before the 'head' pivoted again.

"Are you my Father"

That was somewhat unexpected, but only somewhat. Shen however did the only thing he thought he thought was right. Dr. Shen nodded his head. The SHIV seemed to understand the meaning of the gesture before it spoke again.

"What is my name"

This time Shen did not Hesitate.

"While I was making you, I called you Ares, you can pick another name if you want", said Shen.

It was silent for a moment in contemplation before the SHIV spoke calmly.

"I like Ares", said the SHIV somewhat awkwardly.

Dr. Shen, despite his earlier hesitation, smiled at that.

* * *

Howard Phillips looked at the massive tanks around the room with EXALT agent in each one. After XCOM had gone down, collecting Meld had been a cakewalk. Howard looked to the nearby doctor who was fiddling with samples taken from who knows what.

"So Doc, what have you got for me when we go against Durand and her friends", asked Howard.

The Doctor turned to look at Howard before he pulled away and moved to a screen and showed CGI renders of a human head. Howard leaned against one of the tanks as he watched the scene unfold. The CGI head opened it's mouth before Howard raised a brow when the bottom jaw split and unfolded As the Mouth opened in a sickening display to reveal a mandible like jaw.

"By analyzing the jaw structure of the creatures Known as Thin Men as well as certain insects and sea creatures , we have been able to create this secondary mouth. The lower jaw will split vertically and unfold to he width of a human head. It will allow for a stronger bite. The Mandible bone will be very flexible in this state allowing you to bite others. Hollow fangs on the opposite end of the maw will inject a neurotoxin that immobilizes others, it will keep them paralyzed but also aware, so take care not to speak secrets around them should they escape. Consider it our version of the original XCOM Arc Thrower, with the added benefit of being turned lethal should the need arise, simply by increasing the bite force. It will make capturing live subjects much a much simpler process", said the Doctor.

"Now that is nice, a bit grotesque, but it gets the job done, Do I keep the razor sharp teeth", asked Howard.

"Yes, they will remain", said the Doctor.

Howard smiled.

" Then I'll take it", said Howard.

"I thought you would, given the abilities of this modification, we have taken to calling it the Reaper Maw", said the Doctor.

Howard nodded.

"Durand won't know what hit her", said Howard.

* * *

**A/N:** I admit it, I am guilty of being a fan boy. The Reaper Maw gene mod is in fact the mouths seen on the Reapers in the second Blade movie. The only difference is it just paralyses others and does not turn them into vampire like creatures.

I wanted to have Howard look a bit more Eldirtich, since he is named after the father of the Cosmic Horror Story. I originally had an idea where he had retractable tentacles coming from his mouth to give him a Cthulhu like look that did the same thing as the Reaper Maw, but as I wrote it, it came off as somewhat goofy looking. Then I remembered the Reapers in Blade 2 and how cool they looked. So I rewrote the whole it with the same ability, but a different design.

I didn't want to use ideas from other bodies of fiction, and only use XCOM, but dammit the Reapers looked to cool not to use. I hope it is not distracting to the story and that it doesn't kill it for you, but I really liked the design of the Reaper mouths. Forgive me for being a fanboy.

As said the Reaper Maw will be treated as the EXALT version of the XCOM Arc Thrower, used to capture others alive. However unlike the Arc Thrower it can turn lethal in a second.


	6. Kidnapped

**Chapter 6 - Kidnapped**

The New Ones were a curious breed. At first they seemed like any other race, though with a certain cleverness when it was needed. The Uber Ethereal watched impassively at the smoking remains of the Psi-center. In his hidden city ship, the Temple of the Elders. He saw the New One called Annette Durand, and watched the human destroy the center.

It would do nothing in the end. Many Psi-centers were build all over the planet, and the New Ones showed that their gift nearly rivaled the power of the Elders. Earth was not chosen by accident, but because of the humans form of transmission.

Radio waves showed their history, and the Ethereals were able to separate fact from fiction. These humans showed themselves to be a contradictory species, unlike any other. When one finds a Parasite, they can expect the insectoid horror to implant their eggs within, when one finds one of the Tribal Ones, it can be guessed they are violent and easily agitated.

However unlike any other species, when one finds a human, one cannot know what to expect. The human may be a fool, but strong. The human may be weak but clever. The human may be both or neither. Theirs was a curious species, one that was unlike many of the others the Elders had found in their travels to prepare for what lies ahead.

It was because of this contradiction the Ethereals chose the humans. Allowing them to fight a weak but ever growing force. The Uber Ethereal was somewhat surprized at how fast these New Ones integrated their technology into themselves, and even more exciting, their possibility of holding the Gift.

When the Humans proved their worth, but hanged on the edge by their own leaders, the Ethereals acted, taking control to stop a threat proved to powerful to control. It was only luck their leaders were close to giving up on this XCOM, who had come so much closer than any other race in the long history of the Elder race.

It was simple, without XCOM protecting a country because it choose not to help the organization, the Crawlers, called sectoids by man, were able to locate the other leaders. And they brought down the great threat, before it got to strong. Though looking at the remains of the Psi-center, it was clear that they still chose to fight.

The Uber Ethereal would have to do something about that.

* * *

Ares was perhaps the most advanced robot on the planet, the best hardware humanly possible. Similar to a standard Hover SHIV, with cloaking technology similar to the aliens, and retractable mechanical arms allowing it more freedom than most SHIV's. It's 'head' was a heavy plasma cannon with sensors allowing sight into the infrared and ultraviolet spectrum through mechanical means. Not to mention the latter upgrades Dr. Shen hoped adding to it.

It's software was a self aware AI, bound by the Three Laws of Robotics and given the entirety of human knowledge in it's memory. It's mind if it can be called such was designed to learn, adapt, and evolve to a somewhat limited degree.

Right now the worlds most advanced AI with the best hardware was playing chess. Dr. Shen was his opponent. Shen liked to think he was good at chess. Currently he was down to a rook and his king, Ares had six pawns, both knights, a rook, both bishops, his queen, and king. Dr. Shen should rethink his chess skills.

"Perhaps something else would be better to understand the limits of your mind", said Dr. Shen.

"Father, these aliens. Why do they invade us", asked Ares.

Dr. Shen leaned back in his chair.

"I do not know son. Their technology is centuries beyond ours, even taking XCOM into account, we do not have FTL travel, even the firestorm isn't that fast. It's close, but not that close. They have ships massive in size, and a seemingly inexhaustible army. If they wanted to invade us, we would already be slaves, or dead. All I know is whatever they have planned Psionics are involved", said Shen.

"Perhaps they seek powerful slaves to combat against something unknown"

Shen put his hand to his chin as he thought on that.

"If so, they could have attempted peace, and asked for aid against this unknown threat", said Shen.

"The invasion could be a form of a test, to see how powerful you are. By allowing humanity to gain their technology this way, they both get to see how powerful humanity is, all without 'contaminating' the experiment, so to speak, that could not have happened simply by handing out their technology. It also allows for the entirety of humanity to unite against a common enemy. They would see you at your best. When you have nothing to lose", said Ares.

"Do you think that is the point of this invasion", asked Dr. Shen.

"It is possible, though given that the aliens themselves took XCOM down it is unlikely, or they have changed the experiment. They could have seen humanity as a threat and destroyed the threat before it became to great", said Ares.

"Then why attempt a false peace afterwards", asked Shen.

"The experiment is not yet over, only changed when new data presented itself", said Ares.

Dr. Shen chose not to speak after that.

* * *

The Furies were sitting in their new sports car, courtesy of whatever rich bastard decided to part three blocks away from the ruins that was the Psi-Center. At the moment, they were ordering fast food.

"Yeah, I'd like a number one without cheese, two double cheeseburgers, a fish sandwich with extra pickles, a number six, and four large cokes", said Alecto.

"Seriously who doesn't eat cheese", said Megaera.

"Bite me, I hate cheese", said Alecto.

"Don't forget my fires, I want mustard not ketchup", said Tisiphone.

"Can we get some mustard for one of the fries to", said Alecto.

Annette sighed.

"I'm the one driving, isn't it my job to order"

"Yeah, but Alecto here had the biggest mouth, want to make sure they have those extra pickles", said Megaera.

Annette sighed as they waited in the drive-tru. It wasn't long until something caught Tisiphones ear.

"You guys hear that", asked Tisiphone.

Annette looked around before seeing the familiar chopper of EXALT moving towards them.

"How the hell did they find us", asked Annette to herself.

Looking above them, a very low flying helicopter was hovering with men sliding down ropes.

"I guess we eat later", said Alecto.

"Damnit, and this was such a nice car", said Megaera.

Annette was the first to leap out of the car. Spying an EXALT operative, she destroyed his sense of reality causing him to let go of the rope and fell head first onto the pavement. Annette instantly grabbed his laser rifle and began shooting.

"What are you waiting for, grab a gun and start shooting", said Annette as she shot the head off a heavy.

As they were getting situated trying to grab what guns they could Howard glided down and landed with ease. He looked to the others.

"Remember Doc wants them alive, you know what to do", said Howard.

They nodded before taking cover. Howard flexed his fingers before taking off full speed towards Tisiphone. He leapt, dodged, and ducked past shots before he violently ripped off his bandana. While they were shooting at him, Annette froze in horror when she saw his jaw split open and become some nightmarish mouth that would fit on any of the aliens.

Tisiphone was wide eyes as he pried a laser sniper rifle from one of the corpses.

"THE FUCK IS THAT"

Too late as Howard grabbed Tisiphone by the neck and already bit into her shoulder. He simply dropped her before looking down at her slowly unconscious form. Her eyes glowed purple ass she attempted to mindfray Howard.

The moment it made contact, Tisiphone fell unconscious, aided by Howards Neural feedback gene mod, he knew she wouldn't be up for a while.

Howard turned to Megaera who was charging him with rage in his eyes. His rifle blazing with the red hot beam of light. Simply by looking at the gun, Howard was able to see where the shots from the laser would go, allowing his beyond human reflexes to dodge each and every shot. He roared a sound that was not quite a roar and not quite a screech before his jaw fixed back into place.

Annette was much too busy dealing with EXALT forces to Stop Megaera from attacking Howard in melee range, swinging the now dead rifle like a club at Howard. Howard chuckled as he dodged.

"Said Tariq, I remember you", said Howard as he bent out of the way from Megaera's swing.

"Then that makes this Fatima Tariq, unless I am mistaken, she is your sister", said Howard.

Enraged Megaera threw the rifle at Howard who caught it. Howard examined the rifle before he reloaded it. Then threw it back to Megaera. Megaera caught it with some confusion. Howard smiled when he paused before his jaw split again and he grabbed Megaera, biting him in the neck.

"MEGAERA", screamed Alecto who took aim at Howard.

Howard looked to Alecto before smiling and pointing behind him. It was too late when the fangs and maw sunk into Alecto's neck and he fell unconscious. The EXALT Medic behind him wiped his maw before it closed shut.

Annette reloaded her rifle, only to find she was surrounded by EXALT, ech and every one of them showed their Reaper Maw, and were hissing and growling at Annette. Howard took a step forward.

"It's over Durand, why not just give up", said Howard.

Annette snarled as she spun looking at the agents around her. There were ten left, and each was snarling with their inhuman mouths.

"Not like it matters anyway", said Howard.

Annette turned to Howard and aimed her rifle.

"Shut up", said Annette.

She pulled the trigger. She watched as Howard bended around the beam before smiling.

"See you can't focus on just me when you are surrounded", said Howard.

Annettes eyes widened, but before she could turn around the hands already grabbed her and she felt the teeth sink into her skin.

"Because then you forget the guy behind you, goodnight Durand", said Howard just before Annette fell unconscious.

Howard took out a pack of cigarettes before smiling to himself. He hears the sounds of sirens in the distance as he lights the cigarette.

"I think we all deserve a smoke break after that, but first get these guys to the chopper, don't want the law making things difficult", said Howard.

* * *

Jake got off the bus and aimlessly walked around the small town. After asking around he was reasonably certain this was Bradford's home. He did not expect a massive three-story house on the outskirts of town.

"Damn, dude must be loaded", said Jake to himself as he walked to the gate.

He hit the buzzer before a voice came from the speaker.

"Hello, How can I help you", asked a feminine and Automated voice.

"Yeah, uhh. My name is Jake Phillips, I worked for Bradford a while ago. I need to talk to him"

"One moment please"

Jake waited for several minutes before the voice came on.

"Hello"

"Bradford, is this the Bradford who worked for XCOM", asked Jake.

"Who is this", asked Bradford suddenly sounding very threatening.

"Names Jake Phillips, I was a sniper for XCOM. I was sneaking around EXALT when XCOM went belly up. I have information on EXALT's location", said Jake.

It was quiet before a buzzing came from the gate and it opened.

"Go to the front door and wait until I answer it"

Jake nodded before he walked. He heard the gate closing behind him. It was a needlessly long walk. The guys yard was massive by anyones standards. It took five minutes to actually make it to the front door. Jake Waited for the door to open. Instead he felt something cold touch the back of his head and the sound of a gun hammer being pulled.

"Don't move"

Jake raised his hands. He knew better than to mess with a guy whose gun was ready to tear you brain a new one. Bradford took his pack and looked through it with one hand, his other never moved from Jakes head.

"Plasma Pistol, EXALT laser sniper rifle. That second one concerns me", said Bradford.

"That's just Judas, Took it from one of those bastards while trying to get away", said Jake.

The gun left his head but Bradford did not point the gun away.

"Turn around slowly", said Bradford.

Jake did. He saw Bradford looking in his eyes. Other than the gun pointed at his skull it was good to see a familiar face.

"You don't look like you are under Mind Control", said Bradford before he tapped Jake on the arm. The sound of tapping on metal could be heard.

"You one of the boys who Vahlen changed. Gene mods, which one do you have", asked Bradford.

"Hyper reactive pupils, Neural feedback, second heart, invisible skin, and super leg jump", said Jake.

Bradford lowered his pistol before presenting his hand. Jae grabbed it and shook.

"Good to see you made it out in one piece. So you say you have info on EXALT", asked Bradford.

Jake smiled.

"I got better, I know where their base is"


	7. Airport Security

**Chapter 7 - Airport Security**

Lind sat as Vahlen adjusted the seat. Still tied and gaged to prevent him from spitting poison. The Thin Man released from Ethereal control observed his surroundings. Once again finding blinking a strange experience. Before his alterations by the Ethereal Collective Lind remembered some of the process. They were figments, pictures of things he remembered but not really experienced.

Dr. Vahlen was told of this process, the horrid alterations done to the snake like alien into a psudo-human shape. The proces really was amazing. Adding entirely new bones to the body and shaping existing bone until something human enough to serve as an infiltration was made.

Lind remembered the pain the most. It was that pain that made the whole thing simper to remember than any other memory he had while under control.

Dr. Vahlen looked to the snake man who for once showed mannerisms she could say were human enough to understand. She could tell he was deep in thought.

"Are you alright Lind", asked Vahlen.

"I am remembering things I did when I was not in control of myself, and when my shape was changed"

Vahlen was about to comment, when musical chime came from her pocket. Reaching in she pulled out the device Shen hd given her, the one used to contact him without being traced. Pressing the button on the side she pt it to her ear.

"Dr. Vahlen speaking"

"Doc, It's Bradford, I got good news"

Vahlen raised a brow before speaking. Lind looked on with interest.

"I'm listening"

"One of your boys, the gene modded ones just came to my home, he knows where the EXALT base is", said Bradford.

Vahlen's eyes widened before she allowed that information to be processed.

"I see, and you plan on going there", asked Vahlen.

"Yes I do, but I need a team to help. I got one guy ready, but I will need more, I'm going to contact Dr. Shen after this, see if he got anyone or anything to help", said Bradford.

"Are you asking if I have anyone who can help you take it over", asked Vahlen.

"And for your help", said Bradford.

"Alright, I'm in", said Vahlen before turning to look at Lind.

"I think I have someone who is willing to help as well", said Vahlen with a small smirk.

"Ok, something about that tone has me worried", said Bradford.

"Don't worry, I think you will be pleasantly surprized", said Vahlen before cutting off the device.

She looked to Lind before smiling.

"Lind, what if I told you that you would not have to be restrained anymore"

Lind raised a brow. A very human like gesture for an alien.

"I am Listening"

* * *

Dr. Shen watched as Ares watched the news intently, analysing the aliens. It was an exercise Shen had come up with to allow the AI to adapt and make it's ow choices, luckily it seemed that Ares was not as the old science fiction stores of AI predicted. He had no desire to destroy humanity, or replace them, or turn them into batteries for an all powerful machine race. Just a curious robot with a very human like thinking process, though able to think much faster nd more efficient.

As Shen watched his communicator went off. Looking at it for only a moment before answering it.

"Shen"

"It's Bradford"

Shen smiled.

"Bradford, I see Dr. Vahlen got the communicator to you", said Shen.

"She broke in my house to give it to me, not important. Listen Doc, one of the gene modded soldiers came to my home, he has the location of EXALT's base of operations", said Bradford.

"Where is it", asked Shen completely serious.

"New York City, in a penthouse of all things", said Bradoford.

"Interesting location", said Shen.

"Look I need people to help get EXALT out of the picture, think you can help", asked Bradoford.

"I will do what I can, incidentally, I have recently built new SHIV prototype to help on your mission, and I know the location of a few of our old soldiers, I'll see what I can do for you", said Shen.

"Much appreciated", said Bradford.

The line ended. Shen looked to Ares. Sure the laws of robotics would prevent him from killing humans, but then again if what he saw on the news was true, EXALT could hardly be called human anymore.

* * *

"Looks like things are getting interesting commander", said Peter Van Dorn as he watched the base being outfitted with labs, and engineering departments. It was a bit different from the 'antfarm' design of XCOM, but it would do.

Truly Area 51 was miles ahead of everyone else. The commander was reminded of the old XCOM HQ while viewing it.

"I have to agree", said the Commander.

"As of right now, this base is yours, unofficially of course", said Peter.

"Mr. Van Dorn, I need to ask, the rumors of Area 51 holding an Alien space ship, is it true", asked the Commnder.

Peter smirked.

"Follow me"

They walked down the halls, passed various workers, scientists and engineers. Until they came to a large blast door. After a moment the door opened. The ship inside was reminiscent of the aliens, though much older in appearance.

"Roswell, New Mexico was where this beauty came down. The eggheads say it matches some of the aliens tech, however it is much older, and not as advanced. My guess is they sent ships they could afford to lose to study us", said Peter.

It was at this point one of the scientists working on the ship came forward.

"Commander, it is good to meet you. Welcome to Dreamland", said the scientist.

The commander nodded.

"And wo might you be", asked the Commander.

"I and Researcher Miller, I am in charge of studying this ship"

"When the aliens attacked why was this not told to XCOM", asked The Commander.

"Originally our plan was to tell you, however by the time we could have gotten you the information, your team had already downed several much more advanced alien crafts, making it redundant to inform you. After that it was decided that keeping a few secrets would be beneficial in the event XCOM failed, it appears our caution paid off", said Dr. Miller.

The Commander nodded before looking back to the ship.

"What can you tell me about this ship", asked the Commander.

"Unlike the ships used by the aliens, this one is less advanced, more advanced than anything we had at the time it crashed however. This ship has no FTL capabilities, and unlike the scouts used by the aliens it does not use force fields instead it is completely sealed using the alien alloy. We suspected at the time that it was deployed from a larger ship"

"Anything else I should know", asked the commander.

"The crew was four creatures, you call Sectoids all were dead by the time we arrived. We have had much time to study the technology, more than XCOM, in fact we have a few things you do not"

"Show me"

Dr. Miller smiled before escorting the commander away to the R&D department. The walk was long, involving a very slow elevator ride down into the earth.

"One of the things found in the ship was the cybernetic armor of the creature known as a Mechtoid, though without an operator. After extensive research we have developed a much more advanced version of XCOM MEC Trooper Armor, we called it Titan Armor, though considering you seem to have taken that name for your own powered Armor we have renamed it Atlas Armor", said Dr. Miller.

"Any differences between them", asked the Commander.

"More than a few", said Miller.

* * *

EXALT's base was an unusual thing. The building was a thirty story skyscraper. The lower levels were offices, use by EXALT for various economic business, basically their funding through several dummy corporations an people with false names. After the tenth floor you could find the labs, and there were a lot of them. All dedicated to various projects wether it be gene mos or weapon development. Finally on top was what appeared to be an EXALT version of Mission control.

Bradford looked at the display that showed the building in it's entirety. Jake sat back and simply watched. Looking at it, Bradford could say that EXALT put great focus on Gene Mods, in fact only five floors were dedicated to weapon development, everything else was Gene mod this and Gene mod that.

"Well, can't say I'm too surprized by this. EXALT was never a traditional military. I'm sure most their guys barely had any real training", said Bradford.

"I guess, so think we can take them out", asked Jake.

"Maybe, but without a Sky Ranger we will have to start below and work our way up. There is no telling what EXALT has in there. I don't like fighting blind. Then again we were XCOM, we always seemed to be fighting blind anyway", said Bradford.

"Look where that got us, XCOM shut down in a single day", sad Jake.

"The aliens had a hand in that, now there is no one we answer to"

Jake shrugged as Bradford continue to study the design of the building. After a while Bradford rubbed his eyes an took a seat.

"You fought EXALT recently, anything you want to share", asked Bradford.

"Well, one guy id blow up like a Thin Man when he died. Even had that purple cloud thing coming out of the body", said Jake.

"Does not surprize me, after what they pulled at the Psi-center I wouldn't be surprized by anything they do. Some of them can even fly", said Bradford.

"You have to admit, despite the freakiness of that, it was pretty cool", said Jake.

"I'll pretend you didn't say that"

Jake shrugged.

"So how long until we hit them", asked Jake.

"Depends on how long it takes the others to get here", said Bradford.

* * *

"This seems unwise", said Lind.

"Look it will work, trust me I know what I am doing", said Vahlen.

Lind said nothing as he put the wig back on. A long haired black wig with matching fake black beard that even he found ridiculous, and a pir of large sunglasses while he wore a Hawaiian shirt and blue jeans. His normal outfit in his suitcase provide by Vahlen.

"Why do your people still use the airways during an invasion", asked Lind.

"Well we can't really stop, people still have business abroad, and others need to get home. I assume it is just to keep various economies afloat", said Vahlen.

"Yours is a strange people Dr. Vahlen", said Lind.

Vahlen shrugged as she removed two passports from her coat.

"Ok, this was a friends passport and Id, it should get you on the plane at least, now what is your name", asked Vahlen.

Lind grabbed the passport before looking at it strangely.

"August Kekule. Dr. Vahlen are you sure this will work, I look nothing like this man", said Lind.

"That is what the beard is for, If they ask just sy you grew it out", said Dr. Vahlen.

Lind looked to the Passport and id.

"How did you acquire these items anyway, I am sure they are personal", said Lind.

"I borrowed them, now let's go, we have a long flight to catch", said Vahlen.

Lind was sure that by borrow she ment stole, it was something in the tone of her voice that made him pick that up, though he didn't know what it was exactly, humans were so strange to him.

Lind however said nothing as he got out of the car. They moved past the relatively small crowd towards the gate. Dr. Vahlen took out her passport before handing it to he woman behind the desk. The woman eyed them for a moment, looking quite annoyed they had interupted her magazine reading.

"Yes can I help you", asked the woman with a voice that sounded dead.

"Two one way tickets to Nebraska Kansas", said Vahlen sounding quite cheerful with herself.

The woman looked at Vahlen before turning a confused eye to Lind behind her. She looked at him for a long while, sizing him up. Lind felt this plan was poorly thought out, but he smiled at her, testing the muscles out, and finding the action pointless. And apparently the wrong thing to do as the action of smiling seemed to make the woman all the more suspicious of them. Lind could practically see this plan falling apart before it even started.

"Passport sir"

Lind calmly handed the passport to the woman, who looked t the picture, before looking to Lind. She did this for a while, over and over again, before she sighed. She seemed to be getting more and more bored as time went on, which made Lind wonder why she continue to do this task of hers, surely if it was so tiring the woman coud find a better career, maybe one that did nt leve her looking like she did not want to be there.

"ID sir", said the woman.

Once again Lind calmly handed the Id over to the woman. Who looked at the picture before turning to Lind. Her eyes fell a bit as she adjusted her glasses, Lind did not even see the glasses until she brought attention to them, this only made his hope for this plan working fall further.

"Sir, this says you are five' nine", said the woman.

"I grew", said Lind calmly that smile that was starting to become painful had yet to leve his face.

"Uhh huh. And how tall are you now", asked the woman.

"Two meters", said Lind, fairly certain he was beginning to agitate the woman before him. Idly he wondered why he felt fear in the face of a woman who looked dead on the inside.

The woman sighed before she rubbed her head. She looked at the picture again before she spoke. It was as if she did not want to have to do this, Lind wondered why she then continued doing it anyway.

"What is your date of birth", asked the woman.

Vahlen gulped, though luckily Lind, who still was smiling nodded before answering her question.

"September 7, 1969", said Lind.

"Ok, and what business do you two have in Kansas", asked the woman.

Lind couldn't think of anything, it was lucky then that Dr. Vahlen spoke.

"We are going visit some family", said Vahlen.

The woman looked to Vaheln before turning back to Lind, who was nodding in agreement. The woman began stamping both passports, she eyes Lind especially during this, eyeing him as a snake would eye a mouse. It made Lind uncomfortable to say the least.

"Please move down the line to the gate, have a pleasant flight", said the woman, and though that ws what she said, to Lind it sounded like 'get out of here and don't bother me'. Once again he did not voice it as he allowed the smile to fall from his face.

They grabbed their passports and two tickets before moving on. Dr. Vahlen smiled as they walked. Until they came to the checkpoint. A man stood looking bored before he yawned. Lind was beginning to wonder if anyone here enjoyed their job, so far it appeared not to be the case.

"Please remove any metal you have on your person and place it in the tray, put your baggage on the track and step through", said the man.

Lind was beginning to feel as if his time was deliberately being wasted, but said nothing as he did as instructed. Luckly the only thing he had on him was the wallet he was sure Dr. Vahlen stole from someone.

He stepped through calmly before he was pulled to the side by a rather large man holding a wand. He found his fear of this plan not working was slowly turning into anger.

"Please step aside sir so we can check you", said the man.

"Did the device go off", asked Lind.

"It's just a random check sir", said the man.

Lind said nothing as he moved to the side with his arms out. The large man began waving the wand around Lind, who found the small hum of it both annoying and infuriating. He was beginning to see why these humans seemed to despise what they did, if he had to hear that sound every day he was sure he would be the same. After FIVE MINUTES of nothing but an anoying hum that never went off, the man nodded.

"Sir take off your sunglasses", said the man.

Well...Shit.

Lind nodded as he slowly lifted his hand towards his head. Lind slowly took off the glasses and looked at the man, who strangely enough was not reacting at all to his yellow eyes. Though he did make a face of disgust, one Lind found personally insulting. The man turned to another man next to him, this one kept his hand on a nightstick on his belt, Lind was beginning to see why this species had yet to develop true space flight, their air transportation was bad enough simply to ride, he dared no imagine how much useless actions went into building them. The man nodded before looking to Lind.

"Umm, sir there is something wrong with your eyes", said the man.

Lind turned to Vahlen who was looking a bit nervous. Lind was silent for a moment, clearing his throat to buy for time before he finally spoke.

"Yes, I get that a lot. I have...Jaundice. I am recovering from liver cancer, to my good fortune it is in remission, though I still show the signs", said Lind as he put the stiff smile back on his face.

The guard looked at the smile Lind made, taking a step back before he turned to the man with the wand next to him who nodded. He then turned back to Lind with a face of fake sincerity.

"Well, I am sorry to draw attention to it sir, I am glad it is in remission, you may go. Have a pleasant flight", said the guard.

Lind gave a stiff nod before putting the glasses back on. He met with Dr. Vahlen who was smiling a bit to wide. It made Lind drop his smile s he rubbed his jaw.

"Told you", said Vahlen.

"Let us just go, my mouth is beginning to hurt from all this smiling business"

They grabbed their bags before moving to the gate. They were stopped again, Lind felt his anger leave him, to be replaced with irritation that made him want to scream.

"Ticket please", said the woman, however unlike the others this one spoke a a bit enthusiastically.

Lind found that his right eye was developing a twitch.


End file.
